Member s Profile of NSD (Russia)

Transcription

1 Member s Profile of NSD (Russia) Organization Name: Country/ Region: Name of CEO: National Settlement Depository NSD Russian Federation Dr. Eddie Astanin Capital (US$): RUB million (as at 30 April, 2011) = US$ million (according to the exchange rate of the Bank of Russia RUB as at 30 April, 2011) Number of Officers and Employees: Ownership and Governance (Main Shareholders) Brief History 388 employees including 35 employees of NSD branches and 4 Members of the Executive Board (as at 01 May 2011) MICEX (the largest multifunctional exchange in Russia) is the controlling shareholder of NSD. NSD has the following licences: 1. The licence of the Central Bank of the Russian Federation to perform banking operations No Two licences of the Federal Financial Markets Service (Russian Regulatory Authority): No for depository activity No for clearing activity 3. Two licences of the Center for Licensing, Certification and Protection of State Secrets of the Federal Security Service of Russia: LZ No to maintain encryption (cryptographic) devices LZ No to provide services on data encryption NSD was established on November 3, 2010 by way of the merger of MICEX Settlement House (MICEX SH) Russian largest non-banking credit organization, and the National Depository Center (NDC) Russian largest settlement depository. MICEX SH was established in 1996 as a financial institution to effect settlements in MICEX on-exchange markets, at that time including currency and government bond markets. In 1997 MICEX SH became a settlement center in the organized securities market, later providing settlements in the following markets organized by MICEX: the derivatives market, the share market, the market for corporate and regional bonds. In 2001 MICEX SH launched settlements of DVP deals in OTC market. NDC was established in 1997 as a central settlement depository for the servicing of Federal securities. In 1998 NDC started operations with corporate, sub-federal and municipal securities. Having achieved a leading position in the market of debt instruments of Russian issuers, NDC increased the volume of transactions with shares, UITs July /8

2 units, Eurobonds and securities of foreign issuers and Governments. Currently NSD is the largest Russia s settlement depository and credit institution which: provides a wide range of depository and related services to its clients delivers settlement of securities and other financial instruments transactions concluded on the major trading floors in Russia: MICEX, Closed joint-stock company MICEX Stock Exchange (MICEX Stock Exchange), Stock company Saint-Petersburg Currency Exchange (SPCEX SC) and also on the OTC market. On the basis of agreements with the Central Bank of the Russian Federation (the Bank of Russia), NSD acts as a credit organization authorized to provide settlements on credit and deposit operations of the Bank of Russia, on REPO deals with the Bank of Russia. NSD functions as a center of technical support of dealer s sub-depository in Russia s federal securities, the circulation of which is supervised by the Bank of Russia. By using the fully functional electronic document interchange system NSD provides services to professional participants of the securities market and investors from all over Russia. NSD is a direct participant in Banking Electronic Speedy Payments system (BESP) which is a RTGS system of the Bank of Russia. Types and number of Participants NSD s professional risks are insured by Ingosstrakh Insurance Company Ltd., one of the leading Russian insurance companies. Among NSD clients that have securities accounts opened with NSD there are (as at 01 May, 2011): 940 Clients that opened owner accounts, nominee accounts, trustee accounts with NSD, including: - dealers/brokers: 75% - custodians: 62% - trust managers (Trustees): 33% 832 Issuing Entities that signed the Agreements on centralized safekeeping of global certificates of bonds and/or on servicing of issuer account opened with NSD 1 Clearing Organization that opened clearing account with NSD for settlement of transactions after multilateral clearing Total (as at 01 May, 2011): According to the Russian regulation NSD clients can combine some professional activities on the Russian July /8

3 Regulatory Environment Stock Exchanges Other CSDs or clearing organization in your country Services Provided Financial Market and have more than one of the professional licences for several types of activities so they can be mentioned in more than one of the above type at the same time. NSD is governed i.a. by the following Russian laws and regulations: - Federal Law No 39-FZ dated 22 April, 1996 that regulates the professional activities in the securities market; - Federal Law No 208-FZ dated 26 December, 1995 that regulates activities of the Joint Stock Companies; - Regulation of the Federal Commission on Securities Market (FCSM) (No 36 dated 16 October, 1997) that adjusts the rules of depository activities; - Regulation of the FCSM (No 32/ps dated 14 August, 2002) that adjusts the rules of clearing activities - Federal Law No 395-I dated 2 December, 1990 that adjusts the rules for banks and banking activities and other Russian laws and regulations. Major Stock Exchanges: MICEX, MICEX Stock Exchange, SPCEX SC, Open Joint Stock Company «Russian Trading System» Stock Exchange (OJSC RTS) Another Settlement Depository: - Closed Joint Stock Company Depository Clearing Company (DCC) acts as the settlement depository for OJSC RTS Major Clearing Organizations: - MICEX - Bank National Clearing Centre (Closed Joint- Stock Company) (NCC) is MICEX subsidiary - SPCEX SC is MICEX subsidiary 1. Custody Services NSD provides its clients with following services: - securities safekeeping and recordkeeping - transfer of ownership rights on the basis of instructions given by clients - confirming ownership rights - informing clients on account balances and all operations carried out on their accounts - corporate actions services. In order to provide the above services NSD: - opens securities owner s accounts to maintain records of securities owned by the account holder; - opens nominee holders accounts to maintain records of securities owned by the account July /8

4 holder s clients; - opens trustee accounts to maintain records of securities held in fiduciary management by account holder; - open sub-accounts for segregated securities safekeeping; - deposits and withdraws securities; - transfers securities within one main account and between different securities accounts; - registers pledge/ release of securities; - provides reports on clients requests; - confirms ownership rights and provides reports on the results of account operations (including corporate actions). 2. On-exchange Trade Settlement NSD acts as the settlement depository and provides settlement services to Russia s major marketplaces - MICEX, MICEX Stock Exchange, SPCEX SC. NSD services 100% of transactions conducted in the federal bond and the Bank of Russia bond markets, over 99% of trades on corporate, regional and municipal bond market, 100% of exchange trades with Russian equities and other securities traded at MICEX and MICEX Stock Exchange. Settlement of trades is done at the end of trading and clearing sessions: trading system submits information on trading participants net obligations to NSD and claims for processing. NSD delivers settlement and safekeeping services for securities listed on stock exchanges. The relevant information is exchanged between NSD and the MICEX in real time, which means that securities credited to a trading sub-account of a securities account with NSD are immediately available for trading. NSD clients are able to promptly trade securities, listed on stock exchanges, transfer securities from one trading system to another. 3. OTC Trade Settlement NSD settles OTC securities transactions on a free of payment (FOP) or delivery versus payment (DVP) basis, with payments made in Russian roubles or foreign currency. 4. Issuer Services NSD has a unique experience of working with issuers and professional securities market participants and provides issuers with assistance in raising investments on the Russian stock market. NSD provides depository services for global certificates of bond issues. In so doing, NSD performs the following functions: - consults issuers and bond issue managers on the July /8

5 matters of depository processing, including various corporate actions; - assists issuers in determining an optimal structure for new bond issues and efficient ways for servicing them; - supports exchange flotation and OTC placement of bond issues; - provides settlement of initial bond offerings on a free of payment or delivery versus payment basis; - provides centralized safekeeping of global certificates of bonds; - processes settlements, interest payments, and redemptions of bond issues; - collects data and makes security holders lists; - provides paying agent services, including the calculation, distribution, and coupon payments and principal redemptions for bonds. NSD technology allows to promptly service not only Moscow but regional issuers: in 2003 issuers started to work with NSD using the electronic document interchange (EDI) system. Connection to NSD EDI system allows issuers to send instructions and receive reports on their accounts in electronic format. 5. Information services NSD provides its clients with the following information services : - publication of notifications on NSD's sites regarding acceptance of securities by NSD and termination of securities services, shareholder meetings and shareholder disclose for corporate action, securities income payments and redemptions, other issuer, their agents and registrar news; - regular update of the ISIN databases on the special web-site - circulation of messages on securities accepted by NSD for deposit via the remote access system; - circulation of market update report in English containing information on changes in regulation, infrastructure development, NSD and MICEX Group news; - circulation of information bulletins in Russian containing unique statistical data on the OTC bond transactions and information on securities accepted for servicing by NSD. 6. Banking operations - opening and administration of bank accounts of legal entities; - effecting settlements on behalf of legal entities, including correspondent banks, through their bank accounts; July /8

6 - encashment (collection) of monetary funds, promissory notes, payment and settlement documents, as well as providing cash service for legal entities; - non-cash purchase-sales of foreign currency; and - effecting transfers of monetary funds on the order of individuals without opening bank accounts (except for postal money orders). Eligible Securities Corporate Action services Provided? Yes/No (If yes, what kinds of services provided?) Value of Securities in Custody (US$): Amount of Cash Settled per annum (US$): Percentage of Securities Immobilized/ Dematerialized: Market Capitalization/ Trading volume per annum (US$): Total Revenue/ Expense and Net income Per annum (US$): Memorandum of Understanding/ Business Agreement (Date) Shares Bonds Units of UITs Depository receipts Yes - providing securities holders lists to the issuing/management companies to exercise the securities holders rights on their bonds, shares, units of UITs; - execution of clients instructions regarding the exercise of their rights; - dividend/coupon payments and repayments; - proxy voting services etc. RUB billion as at 30 April, 2011 (US$ 293 billion, according to the exchange rate of the Bank of Russia as at 30 April, 2011) RUB billion for 2010 (US$ billion, according to the exchange rate of the Bank of Russia as at 31 December, 2010) RUB billion for four months of 2011 (US$ 859 billion, according to the exchange rate of the Bank of Russia as at 30 April, 2011) 100% NA Total Revenue/ Expense: RUB million (US$ million, according to the exchange rate of the Bank of Russia as at 30 April, 2011) Net income Per annum: RUB million (US$ million, according to the exchange rate of the Bank of Russia as at 30 April, 2011) Memorandum of Understanding: 1. Euroclear Bank S.A./N.V. 2. CSD of the Republic of Uzbekistan - State Central Securities Depository of Republic Uzbekistan 3. CSD of the Republic of Azerbaijan - Closed Joint Stock Company National Depository Center 4. CSD of the Republic of Belarus - The Republican Unitary Enterprise "The Republican Central Securities Depository" July /8

7 Cross-Broader Transaction (Counterpart) Withholding Tax Treatment of Cross- Border Trading Transactions (Details) Yes NA 5. NSDL (Republic of India) - National Securities Depository Limited 6. CDSL (Republic of India) - Central Depository Services Limited 7. HKSCC (Hong Kong) - Hong Kong Securities Clearing Company Limited Business Agreements: 1. Standard agreements on depository service as well as on banking service of clients 2. Standard agreements on electronic document interchange with clients in the course of provision of depository service and banking service 3. Standard agreements on electronic document interchange with Registrars 4. Standard agreements on centralized safekeeping of global certificates of bonds and/or on servicing of issuer account with issuing entities (subfederal, municipal and corporate) 5. Standard agreements on providing payment agent services to the issuing entities 6. A set of agreements with the Bank of Russia on cooperation in various spheres of activity 7. Agreements on settlement services for 3 marketplaces: MICEX, MICEX Stock Exchange, SPCEX SC 8. Agreements on correspondent cooperation with major Russian custodians, including VTB, Vnesheconombank, Sberbank, Rosbank, DCC, Gazprombank, CitiBank, ING BANK (EURASIA) ZAO 9. Agreement with international clearing organizations: Clearstream Banking S.A., Euroclear Bank S.A./N.V. 10. Agreements on depository services of CSDs of CIS 3 countries: the Republic of Kazakhstan, the Republic of Azerbaijan, the Republic of Belarus 11. Agreement on information cooperation in terms of performing of SNA functions by NSD: with CSD of the Republic of Uzbekistan 12. Agreement on information cooperation in terms of providing NSD with information about the domestic securities and their issuers as well as about current national market regulations by the CSDs of the CIS s countries: with CSD of the Republic of Belarus, with CSD of the Republic of Kazakhstan July /8

8 DVP Implementation (Yes/No) Yes In addition NSD settles client s securities transactions on DVP basis through NSD securities and cash accounts opened with Euroclear Bank S.A./N.V., Brussels and Clearstream Banking S.A., Luxembourg. The settlement of DVP transactions is provided in the following currencies: USD $, Euro, Swiss franc, Pound sterling, Russian rouble. Settlement Period T+0 Settlement period for DVP transactions through NSD accounts opened with Euroclear Bank S.A./N.V. Brussels and Clearstream Banking S.A., Luxembourg is determined by their Rules. Name Dr. Eddie Astanin Mrs. Elena Ulianova Contact Information Title Chairman of the Executive Board Advisor to: Senior Vice President, Director for Strategy Address 13, bld. 1, Mashkova St., , Moscow, Russia Phone ext Fax Astanin@ndc.ru UlianovaE@ndc.ru Web-Site Remarks July /8